An acquisition vehicle co-owned by Power Corp‘s Sagard Capital Partners and Fairfax Financial Holdings has closed its buy of substantially all the assets of Performance Sports Group Ltd and its North American affiliates. The deal, announced in October, was valued at US$575 million. It completes a process begun with the Canadian and U.S. bankruptcy filings of Performance, an Exeter, New Hampshire-based maker of sports equipment and apparel. The company failed to attract competing bids from other private equity firms, Reuters reported in January.
Group Led by Sagard and Fairfax Financial Completes Acquisition of Substantially all the Assets of Performance Sports Group
NEW YORK, March 1, 2017 /CNW/ – Sagard Capital Partners, L.P. and certain of its affiliates (collectively, “Sagard Capital”) announce that 9938982 Canada Inc. (the “Purchaser”), an acquisition vehicle co-owned by Sagard Capital and Fairfax Financial Holdings Limited (“Fairfax Financial”), has completed the purchase of substantially all the assets of Performance Sports Group Ltd. (the “Issuer”) and its North American subsidiaries (the “Debtors”), including its European and global operations, for a base purchase price of U.S. $575 million in aggregate, subject to certain adjustments, and the assumption of related operating liabilities (the “Acquisition”).
The Acquisition was the culmination of the process commenced by the Debtors who, in order to facilitate the Acquisition, filed voluntary petitions under Chapter 11 of the United States Bankruptcy Code in the District of Delaware and filed an application for the issuance of an initial order under the Companies’ Creditors Arrangement Act before the Ontario Superior Court of Justice. The bid made by the Purchaser served as the “stalking horse” bid for purposes of the process and was ultimately determined to be the successful bid in accordance with the related court approved bidding procedures. The courts approved the Acquisition and associated reorganization transactions pursuant to orders dated February 6, 2017 and supplemented on February 10, 2017.
The Issuer’s head office is located at 100 Domain Drive, Exeter, New Hampshire, U.S.A., 03833.
About Sagard Capital
Sagard Capital Partners, L.P., Sagard Capital Partners GP, Inc., Sagard Capital Partners Management Corp., Sagard Holdings Inc. and the Purchaser issue this press release pursuant to applicable requirements of Canadian securities legislation.
Sagard Capital beneficially owns and controls an aggregate of 7,721,599 common shares of the Issuer (“Shares”), representing approximately 16.9% of the issued and outstanding Shares. Fairfax Financial has informed Sagard Capital that it does not have ownership or control over any Shares as of the date hereof.
Sagard Capital Partners, L.P. is the direct owner of the Shares reported herein as being beneficially owned and over which control is shared by the entities comprising Sagard Capital. Sagard Capital Partners, L.P. is principally engaged in the business of investing in securities. Sagard Capital Partners GP, Inc. is the general partner of Sagard Capital Partners, L.P. Sagard Capital Partners Management Corp. is the investment manager of Sagard Capital Partners, L.P. Sagard Holdings Inc. is a limited partner of Sagard Capital Partners, L.P. and the sole stockholder of Sagard Capital Partners Management Corp. The Purchaser is co-owned by Sagard Holdings Inc. and affiliates of Fairfax Financial. Each entity comprising Sagard Capital is a subsidiary of Power Corporation of Canada, in which a controlling voting interest is held by The Desmarais Family Residuary Trust.
Sagard Capital is relying on Part 5 of National Instrument 62-103 in respect of aggregation relief relating to any securities that may be held by Great-West Lifeco Inc. and its subsidiaries, IGM Financial Inc. and its subsidiaries, and any investment fund managed by entities within the Power Corporation of Canada group of companies.
For each of Sagard Capital Partners, L.P., Sagard Capital Partners GP, Inc. and Sagard Capital Partners Management Corp., the principal business address, which also serves as the principal office, is 280 Park Avenue, 3rd Floor West, New York, New York, 10017. For Sagard Holdings Inc., the principal business address, which also serves as the principal office, is 751 Victoria Square, Montréal, Québec, H2Y 2J3. For the Purchaser, the principal business address, which also serves as the principal office, is 161 Bay Street, Suite 5000, Toronto, Ontario, M5J 2S1.
Sagard Capital’s strategy is to acquire significant minority or control positions in small and mid-sized companies. It offers a unique and highly differentiated value proposition to companies looking for supportive, long-term shareholders. Based in New York, New York, Sagard Capital is an evergreen fund with an indefinite holding period for its investments. Sagard Capital is purpose-built to be an independent, flexible, supportive partner to management teams focused on building sustainable, leading businesses and generating long-term shareholder value.
In connection with the above, Sagard Capital has filed an early warning report, which updates an earlier report of Sagard Capital dated February 6, 2017, under the Issuer’s profile on SEDAR at www.sedar.com.
For further information: or to obtain a copy of the early warning report filed by Sagard Capital in connection with this press release, which is also available under the Issuer’s profile on SEDAR at www.sedar.com, please contact: Samuel Robinson, President, 280 Park Ave., 3rd Floor West, New York, NY, U.S.A. 10017, (212) 380-5605
Photo courtesy of Reuters/Vasily Fedosenko